Board of Directors of the Foundation

The Foundation shall have a governing Board of Directors (in this title 11 See References in Text note below. referred to as the “Board”), which shall consist of the Under Secretary and 12 additional Directors appointed in accordance with subsection (b) from among individuals who are United States citizens. To the maximum extent practicable, the membership of the Board shall represent diverse points of view relating to the assessment, prevention, reduction, and removal of marine debris. Appointment as a Director of the Foundation shall not constitute employment by, or the holding of an office of, the United States for the purpose of any Federal law. For appointments made under paragraph (2), the Board shall submit to the Under Secretary recommendations on candidates for appointment. Subject to paragraph (2), after consulting with the EPA Administrator, the Director of the United States Fish and Wildlife Service, the Assistant Secretary of State for the Bureau of Oceans and International Environmental and Scientific Affairs, and the Administrator of the United States Agency for International Development, considering the recommendations submitted by the Board, and with the approval of the Secretary of Commerce, the Under Secretary shall appoint 12 Directors who meet the criteria established by subsection (a), of whom— Any Director appointed under paragraph (2) shall be appointed for a term of 6 years. The Under Secretary shall fill a vacancy on the Board with the approval of the Secretary of Commerce. An individual appointed to fill a vacancy that occurs before the expiration of the term of a Director shall be appointed for the remainder of the term. An individual shall not serve more than 2 consecutive terms as a Director, excluding any term of less than 6 years. The Under Secretary may remove a Director from the Board only after consultation with the Assistant Secretary of State for the Bureau of Oceans and International Environmental and Scientific Affairs, the Director of the United States Fish and Wildlife Service, the Administrator of the United States Agency for International Development, and the EPA Administrator and with the approval of the Secretary of Commerce. The Chairman shall be elected by the Board from its members for a 2-year term. A majority of the current membership of the Board shall constitute a quorum for the transaction of business. The Board shall meet at the call of the Chairman at least once a year. If a Director misses 3 consecutive regularly scheduled meetings, that individual may be removed from the Board and that vacancy filled in accordance with subsection (b). Members of the Board shall serve without pay, but may be reimbursed for the actual and necessary traveling and subsistence expenses incurred by them in the performance of the duties of the Foundation. The Board may complete the organization of the Foundation by— The following limitations apply with respect to the appointment of officers and employees of the Foundation: The first officer or employee appointed by the Board shall be the Secretary of the Board who— The Board shall appoint and review the performance of, and may remove, the chief executive officer of the Foundation. The chief executive officer of the Foundation may appoint, remove, and review the performance of any officer or employee of the Foundation.